


Memories Like Bullets

by monicawoe



Series: Memories Like Bullets [1]
Category: Agent Carter (TV), Captain America (Movies), Marvel Cinematic Universe
Genre: BAMF Peggy Carter, Bisexual Steve Rogers, F/M, M/M, Mind Control, Multi, Post-Captain America: The First Avenger, Pre-Captain America: The Winter Soldier, Winter Soldier Bucky Barnes
Language: English
Status: Completed
Published: 2015-07-02
Updated: 2016-12-17
Packaged: 2018-04-07 05:56:48
Rating: Mature
Warnings: Graphic Depictions Of Violence
Chapters: 3
Words: 19,958
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/4251957
Author URL: https://archiveofourown.org/users/monicawoe/pseuds/monicawoe
Summary: <blockquote class="userstuff">
              <p>On a mission in Madripoor, Peggy encounters a mysterious masked man. She returns home with more questions than answers, and together with Howard Stark, makes a startling discovery.</p>
            </blockquote>





	1. Chapter 1

**Author's Note:**

> thanks to my betas [counteragent](http://archiveofourown.org/users/counteragent/pseuds/counteragent) and [ShippenStand](http://archiveofourown.org/users/ShippenStand)!
> 
> (added hover-text translations!)

_September, 1956_

The Grand Hall was extravagantly decorated, and brimming with attendees decked out in so many jewels it made Peggy's head spin. She made her way downstairs, scanning the crowd for British ambassador, Dalton Graines. MI6 had reached out to her, which was unusual in and of itself as of late—their relationship with the SSR had gone from uneasy to outright tense—but it told Peggy one thing with certainty: both agencies were worried. MI6 had asked her to keep an eye on the ambassador, which meant they knew someone intended him harm. They'd assigned enough bodyguards to him, Peggy spotted them before she did the ambassador himself. It wasn't her job to protect him; it was her job to spot the threat and stop it before it got anywhere close to Mr. Graines. The SSR had granted her attendance, but insisted on sending other agents as well, which meant they knew more than they were letting on.

Madripoor's Prince Baran was known for his lavish parties, and this one was no different. It was a masquerade ball, and everyone in attendance, his staff included, was required to wear a mask. The guests had costumes ranging in extravagance from the minimal domino mask to extreme constructions that pushed far beyond the usual fancy dress. Latveria's ambassador was wearing large mechanical wings that bore an uncanny resemblance to DaVinci's flying machine sketches.

Peggy had decided on a yellow ball gown, not as practical for movement as her usual tactical gear, but splendid for hiding weapons. She had three knives tucked under the petticoat and two guns strapped to her thighs. The skirts had several detachable sections so she could access her weapons quickly when the need arose.

She paused by a mirror and adjusted her mask. It was Venetian, the same gold-yellow as her gown, and according to Angie, it _"brought out the gold of her eyes"_. Even if that were true, she didn't like the way it made her nose itch. But luckily it hadn't impeded her line of sight in the slightest, which was all that really mattered.

The ballroom itself was clear, as were the main foyer and huge sweeping staircase, but on her way up, she heard the distinct sound of scratching—someone dragging their heels or nails against the marble floor.

She hurried upwards, pausing right before the top of the stairs, just in time to see one of the doors down the western hall swing closed. Peggy followed, drew her gun and held it at the ready. When she got to the door, she took a deep breath, then pushed down the handle as quietly as she could.

A body was sprawled out on the bed, and looked at first glance like a man asleep. The bullet in the center of his forehead belied that. Peggy scanned the room for the shooter, but saw nothing. The closets were empty, the window was open, curtains billowing in the cool night air. She rushed to the window, glanced discreetly down over the edge, then turned, craning her neck to look straight up. A man wearing a rifle moved above her—deftly scaling the side of the building. He used the protruding gilded stone vines as hand- and foot-holds, and once he reached the top, pulled himself up onto the rooftop balcony with ease.

Heart racing, Peggy ducked back inside and out into the hall back to the main stairs. The shooter was three stories above her, and she had a good idea of where he was headed. The main ballroom had a giant retractable glass dome—one that spanned the full courtyard of the building. If the shooter reached the dome, and found one of the gaps in the ceiling's octagonal panels, he'd have full access to all the guests. All he needed was an opening large enough to fit the barrel of his rifle.

On the fourth floor she stopped, listening for sounds of trouble, but all she heard from the direction of the ball was laughter, loud chamber music, and even louder, a near-deafening level of conversation. She took a moment to think. If the shooter sensed her coming, her plan would fail, and she'd likely end up dead. She had to find a way to take him unawares. She'd studied the blueprints of the Hightown Palace the entire flight over. There were a series of balconies on the fourth and third floors. If she could spot the shooter from there, she might have a chance to take him down first—or at least to draw attention to him and get the others to safety. Festive evening be damned. There were lives at stake.

Shoulders back, head raised, she moved towards one of the balcony doors, smiling with practiced ease. The usher by the door bowed to her and escorted her in. She nodded to the dignitaries there, recognized the French Minister of Defense, Premier Bulganin of the Soviet Union, but Graines wasn't in his booth. She scanned the floor below, looking for him, but he wasn't the only bald head in the crowd. She got a look at several, but none of them were him—though it was hard to tell with so many of them in masks—some with beaks or snouts. She looked above again, checking for any sign of movement on the other side of the glass, any shadow. Wherever the shooter had gone, he'd picked a spot where he was undetectable. But he had to be somewhere. In its closed configuration, there were thirty-two spots on the dome where he could potentially find an opening and aim and she'd checked them all. Nervous, she pushed the signal button on her comm box again, twice for "still nothing." Her gaze fell idly on the second balcony to her left, and she froze. The box was empty. It most definitely had not been empty a minute earlier when she'd last looked. She excused herself as calmly as she could, and ran down the hall two doors down. The door was closed, and when she tried to open it, she found it locked.

Bringing her ear as close as she could to the door, she listened carefully for sounds from within. There was a soft pop, and another, and another. And then the screaming began.

Peggy took a step back, slipped out of her heels and then took a running start at the door, using her momentum to kick as hard as she could—heel striking right at the door handle. The wood around the handle splintered, and Peggy slammed against the door with her full weight, gun drawn. Wood splinters pattered to the floor as she oriented herself on the balcony.

The shooter's back was turned to her.  He was broad-shouldered, with a tapered waist, dressed in a black tuxedo complete with short cape. He fired thrice more, bullets muted by a silencer— _bang_ \- a man in the balcony across from them, shot straight between the eyes; _bang_ —a woman on the floor of the ballroom wearing peacock feathers, holding a champagne glass ; _bang_ —the crowned prince of Lichtenbad. The room below dissolved into panicked chaos, as the rest of the crowd began to flee for the exits.

The shooter rounded on Peggy. A black mask covered most of his face, curving like wings from his forehead down to just above his mouth. Only his piercing blue eyes shone through, and yet even so, there was something familiar about him, though Peggy's survival instincts made it impossible for her to think past the pounding of her heart in her ears. Quickly, before her brain had time to consider her odds of survival, she dropped low and swept her leg, trying to kick the shooter's feet out from under him. He side-stepped her swipe, rolling into a crouch just feet away, rifle aimed directly at her head.

Peggy's mind helpfully shoved some facts at her. The ambassador was likely dead, as were at least a dozen others. She'd seen this man shoot—with nearly inhuman precision and speed. That meant that he could probably kill her, even though she was a damn good shot, but the man across from her was undoubtedly going to kill her. Her grip on her pistol tightened, as she forced her hand to stop jittering and aimed for his head, fired twice before she could think better of it. In a strange move, he brought his left arm up where the bullets struck with a metallic _ping_. Stranger still, there was no blood—no sign of an injury.

He leveled his rifle again and that's when she saw it—a distinctly metallic gleam from his wrist—where his glove ended and his arm should have started. He was wearing metal armor then, that extended at least most of the way up his arm, perhaps further. So not only was she facing a highly-trained shooter, there was a good chance he was also bullet-proof. The chances of her surviving were plummeting by the second.

Peggy leapt out of the way a split second before his counter-shot. It grazed her, missing her skin by a millimeter—the smell of singed hair hit her nostrils as she ducked between the seats and crawled on her belly until she got to the end of the aisle. She leapt from there to the corner, heart pounding, and turned to face the shooter before he had a chance to aim properly. Peggy took her chance and fired. Her shot struck him in the shoulder. And again, he showed no reaction.

"What are we waiting for?" Peggy asked, steeling herself for the inevitable.

But the masked man didn't fire. He cocked his head to the side, a frown on his lips and then in one smooth motion, flipped his rifle back over his shoulder, pulled a much smaller gun from his pocket and shot it straight up at the ceiling—a grappling hook. A self-retracting one, as it turned out; he pulled himself up towards the domed ceiling, and just before he reached the top, yanked his fist back and slammed it forward, shattering a whole octagon of glass. He vanished behind the shower of shards before Peggy could snap herself out her own momentary stupor.

Her pocket-comm vibrated and she picked it up, watched the flashing sequence of lights, morse for _'Graines dead. Two men down. Apprehend shooter.'_

She pushed the button furiously in response- _'shooter escaped through roof. In pursuit.'_

Then she ran, as fast as her legs could carry her, back down the stairs to the third floor. She wouldn't be able to catch him, that much was clear, but if she picked the right window to look through, maybe, just maybe, she could see where he was headed.

But no matter which direction she looked out, there wasn't a trace of him. The shooter had vanished and left her with nothing but questions.

 

#

Eighteen hours later, Peggy was on an SSR plane headed back to New York.

"Preliminary ballistics say the bullets were Russian-made."

"Russian?" Peggy asked, still lost in thought. She couldn't shake the memory of the shooter's face, her brain still desperately trying to pull an image together of what he'd look like without the mask. "Did anyone else get a look at the shooter?"

"Just you, Carter," Morton said. "Our outside perimeter says he took off by boat, but nobody got a good look at it, or knows where it was headed."

"Good job there," Jones said. "Stellar police-work all around.  No ID on the suspect, no lead on where he went, just a heap of dead bodies in a palace full of the world's most powerful people. That's gonna go over great with central."

"Let me worry about central," Peggy said. "North, go over the kill list again."

"Eleanor Garmisch, Francois le Bouvier, Dalton Graines, Cameron Süden, Aidan Cetewayo…"

North read through the whole list, of which Peggy recognized most, if not all of the names. "What do they all have in common?" Peggy asked out loud.

"Besides bring ridiculously wealthy and or well-connected?" North scoffed. "I'm betting they all love caviar."

"They're all philanthropists—donors to global charities and organizations." Peggy said. "We just need to find which one they have in common."

"You think this was intentional?" Sousa asked. He'd been quiet until now. "Not just a scare tactic for the whole group?"

"Yes, I'm certain of it. The shooter could have easily taken down others if he'd intended to. These targets were selected for a very specific reason. We have to find the common thread."

"Top of my head," Sousa said thoughtfully, "…at least three of them are major contributors to the Future Foundation. Anti-war movement, anti nuclear technology. Maybe the shooter was a hired gun for a weapons contractor." He handed Peggy the file folder.

"That's a thought," Peggy said. And in the back of her head, she added. _And if weaponry is involved, chances are this is on Howard's radar too._ That thought was followed immediately by another more alarming one. If Howard had attended, he would very likely have been amongst the targets. She turned her attention to the pages Daniel had handed her, and studied them. It was a list of all the victims, their names, nationality, net worth, political history. There was definitely a pattern to be found, but at that moment all Peggy could see was a collection of facts, with nothing obvious tying them together.

The thrum of the plane's engine was constant and rhythmic enough that soon the words started to blur, and despite her most valiant efforts, Peggy eyes slowly drifted shut. The exhaustion of the day and her too-close brush with death pulled her down quickly into a deep sleep.

_"There's not enough time," Steve said, his voice tinny like it was coming through a speaker. "This thing's moving too fast and it's heading for New York."_

_Peggy forced her eyes open. She was alone in the back of the plane. She turned her head searching for Steve, for the cockpit._

_"I've got to put her in the water," Steve said, fear making his voice thin._

_Unbuckling herself, Peggy stood and made her way to the cockpit, fighting gravity at every step, clutching onto the side of the plane so she wouldn't lose her balance, fingers tangling in the parachute straps hanging from the side. The plane grew larger as she walked, no longer a military plane at all, but Schmidt's Valkyrie. She could see Steve in the pilot's chair, gripping the flight-yoke and shouted, "Please, don't do this. We have time. We can work it out."_

_But Steve didn't respond. She rushed to his side, grabbed him by the shoulder and pulled him back away from the controls. He was freezing. She yanked her hand back, horrified as a thin layer of frost covered all of him, turning his skin blue. He was frozen solid, unmoving, eyes absolute in their stillness. "No! Steve!" The ice piled on layer by layer becoming a solid block, and all Peggy could do was watch as Steve was encased._

_The plane sped along, clouds passing by faster and faster, until she could see New York on the horizon._

_"No." Peggy grabbed for the flight yoke, trying to turn the plane around, but it was useless. The yoke was frozen, locked in place. She ran to the co-pilots yoke, but it was just as immobile, linked to the pilot's yoke like most planes._

_She focused again on Steve, trapped behind now foot-thick ice and a fury gripped her. She began to pound on the ice desperately, thinking only that she had to break it, had to get him out. Her hands were numb to the hardness of the ice and finally the block began to crack. She pulled the chunks of ice apart until Steve was free but his skin was still frozen, hard and blue. She kissed him desperately, wrapped her arms around him, willing him back to life. A deep ache of longing filled her, a knowledge that this wasn't real, that no matter what she did here she'd wake up alone and Steve would still be gone._

_But then he kissed back. Deeply, passionately, like she remembered. The longing in her grew and at that moment, she wished she could stay there forever— never open her eyes again and pretend she hadn't lost the man she loved._

_Steve kissed his way down to the hollow of her throat and lower, by the join of her shoulder. A spot that made her insides twist in pleasure. His teeth brushed her skin and bit down and she grabbed onto him, felt his strong arms close around her waist. "The plane," she said, suddenly remembering the danger. "We have to—"_

_Steve's grip around her waist tightened, his strength no longer comforting but confining. "Stop trying to save the dead," he said. But it wasn't Steve's voice._

_She pulled back from him, heart pounding and found herself staring at the masked shooter._

_"They can't be saved," he said. Behind the mask, his eyes were a familiar blue and a heavy dread filled Peggy's gut, something on the edge of her consciousness. They didn't used to look like this, never this empty. His expression turned grim, he grabbed for the flight yoke, forcing it forwards. The plane plummeted straight down, faster and faster, until it collided with the ocean._

Peggy woke up with a start, gasping for air, and clutched at her seat. The plane had started its descent.

"Agent Carter! You okay?" Daniel asked. He sounded concerned. His hand was on hers, but he pulled back when he saw her looking. "Sorry, you—you were having a bad dream, I think." His cheeks flushed.

"I was, sorry. It would appear that homicide and transatlantic flights are a bad combination for my psyche."

"Understandable," Daniel said, with a soft smile. "We're almost there, at least." He pointed out the window at the distant skyline of the east coast, a streak of lights just beyond the seemingly endless dark of the ocean. "Home sweet home."

#

When she got off the plane, Peggy headed immediately for the nearest airport phone, and called Howard.

"Peggy?"

"Howard, sorry, I know it's rather late. I'm afraid this couldn't wait"

"Anything, Peg. You know I don't sleep. Anyway it's only…four in the morning? Really? I could've sworn it was two—"

"I need to see you. Right away, if possible."

"You got it." He paused, then added, "You okay?"

"Did you hear about what happened in Madripoor?"

"Yeah—sounded like one hell of a— Peggy were you _there_?"

"Yes. Got out by the skin of my teeth, I might add." She forced herself to smile. "I should also mention that I'm in dire need of a stiff drink."

#

Howard had a whole cart full of drinks waiting for her, including, much to Peggy's delight, the finest gin she'd ever had.

"You look like you've seen a ghost, Peg," Howard said.

"Something like that," she admitted. "I'm not sure, just yet, but I think you can help me figure it out."

"That's pretty vague. Even for a SSR agent."

"Madripoor was a slaughterhouse. One shooter, but he took down over a dozen targets, half of them dignitaries."

Howard lowered his tumbler, face pale. "You know, I was supposed to go to Madripoor. Had to turn down the invitation because I had this opening night gala to attend at the Lyceum." He shook his head. "Dumb luck. Something tells me I would've been a target if I'd gone to that ball with you."

"That's very likely true," Peggy said. "Haven't found the single common thread yet, but all of the targets were high profile philanthropists."

Howard went to refill their drinks and asked, quietly, "Did your team run ballistics yet?"

"Preliminary yes. We took some samples back with us of course."

"Were the bullets Russian-made?"

"Yes. How did you know?"

Howard's brow furrowed as he gave her the glass back. "There was this…incident six months ago. Probably didn't even cross your radar. It wouldn't have."

"What happened?"

"I loaned one of my planes to a friend of mine from Barcelona. Good man, used to have some shady ties…" Howard cleared his throat. "I mean, who _hasn't_ nowadays, but anyway, he's fighting the good fight. He was going to meet with some associates of his who'd offered him a weapons manufacturing contract. But he was having second thoughts. He was going to tell them no, brought along a peace offering of several million dollars."

"That's all fascinating Howard, but what does that have to do with Madripoor?"

"The plane was shot at. A few shots landed, but they didn't hit anything vital thanks to my pilot's excellent evasive maneuvers. They made an emergency landing in Lisbon instead. He never did go to Madrid."

"The rounds that hit the plane were Russian?"

"Yes, and nothing the military had on file. Well…" He cocked his head. "Nothing they were willing to admit they had on file at any rate."

"Then from whom, exactly, did you get your information? How can you be sure it's reliable."

"Oh, I'm sure."

Peggy sipped at her drink, deep in thought, keeping her eyes on Howard. He still kept too many secrets, but he also gave her more answers than nearly anyone else she knew.

"The people he was going to meet. They worked for a shell corporation. I traced it back to Roxxon."

"Is that a fact?" Peggy asked, feeling a smile curl her lips. That was something concrete should could work with, at least.

"There's something else bothering you," he said. It wasn't a question.

Peggy nodded.

"Want to talk about it?"

"I'm afraid that won't do much good. Right now all I have is a hunch."

"Your hunches have historically had a far better track record than my best-laid plans."

Peggy scoffed and studied the inside of her glass as she tried to put to words what she'd been feeling since Madripoor.  "There was something...familiar about the shooter."

"Oh?"

"He had a mask. Everyone there did, but I..." She shook her head. "I think I've met him before. Something about him, the way he moved." She met Howard's eyes. "He took out a dozen people there, no hesitation, perfect shot. If I hadn't found him there..."

"But you did. That's what you do Peggy, save the day."

"But he got away. And I have no idea where to even start looking for him."

"Leviathan maybe? One of Hydra's cronies that got away?"

"No," she said, maybe too quickly. But she was certain of it. "No, it was more like...he seemed out of place. If he'd been someone I faced off against before it wouldn't have felt so wrong."

"Well," Howard downed the rest of his drink. "That is a mite unsettling. Anything more concrete than that?"

Frustrated, Peggy shook her head.

"Somebody that went underground maybe? A deep-cover agent you worked with once?"

Peggy nodded, unconvinced, but hopeful. "That's closer." She stood, suppressing a yawn. "I need to get some sleep."

"I've got twelve guest rooms here, take your pick."

"That's very kind of you Howard, but I need to get home. Thank you for the drink." She stifled a yawn. "And for listening."

"Anytime."

#

Peggy opened the door to their house as quietly as she could. It was two AM or thereabouts, and Angie would be deep asleep by now. Except the lights were still on in the library. Between the two of them, they hadn't even had time to go through every book it held yet, despite the fact that they'd been there for years.

She hung up her coat, set down her suitcase, slipped out of her shoes, and crossed the foyer into the library. Angie was sitting on the couch by the large windows, reading "Frankenstein."

Something warm unfolded in Peggy's chest, the large house had felt empty without Angie. Angie had moved out for a bit, then back in. The longest she'd been gone was nearly two years, when things with Jake were getting serious. They even moved to LA. But things didn't work out, and though Peggy was sorry for her— _she'd liked Jake a lot, even though he'd struck Peggy as arrogant and far more interested in himself than Angie_ — she was glad Angie had moved back. The place was far too big for the two of them, but for just Peggy it was ridiculous.

"You're still awake?" Peggy asked.

Angie jumped a little, but turned to her with a huge grin. "English! Wasn't sure when you were getting back, plus I'm still on LA time."

"What happened with the audition?"

"Oh, a whole lot of nothing," Angie said.

"How about your fancy spy dance?"

"It wasn't a—" Peggy suppressed a laugh. She could lie well when she had to, but there was no reason to with Angie, not anymore. "There were some complications, but nothing I can't handle."

"There ain't much you can't handle, sis. What you do, gotta be a whole lot of nasty. I figure you have to be pretty good at shutting stuff out to keep going. But something shook you up. I get it if you don't want to talk about, or can't." She cocked her head to the side, expectantly.

"I can't."

Angie nodded. "Well then let me help you forget. I'll show you how to have some fun."

She clapped Peggy on the shoulder as she plopped down next to her on the couch. "Seriously though, you look like you could use a break. Take the day off tomorrow maybe? Or go have a night out. Oh! We could go out dancing!"

Peggy hoped she didn't look as mortified as the thought of that made her. She loved Angie like a sister, but her idea of a good time was often the opposite of Peggy's. "No, that's alright. I think I'd rather just take a bath." She grabbed the couch pillow and hugged it close. "A bubble bath."

Angie held up her hands. "Slow down there, tiger. Don't go too crazy!" She cracked a smile. "Maybe tomorrow. Can't work all the time. Every girl needs some fun." She shrugged. "Assuming you know how to have fun. They don't teach you that in spy school I bet."

"I didn't go to—," Peggy cracked a fond smile. "I do know how to have fun."

"Yeah? What's the most fun you've ever had?"

"You would die of jealousy if I told you."

Angie scoffed. "Really? That seems highly unlikely. She cocked her head to the side. "Unless it involved your days with the captain."

Peggy met her eyes.

"Oh sweet nelly it does. Tell me! Tell me everything, I demand to know."

"It's classified."

Angie threw a pillow at Peggy's head and ducked when Peggy flung it back at her, grinning. "Glad you're home English. Lonely in this castle without you."

"Missed you too."

#

Peggy stripped out of her clothes and grabbed her robe. She paused by her nightstand and opened the drawer, pulled out the small photo album—the one she had a hard time paging through, even now. All her photos of Steve and the other Howling Commandos. She paged past the ones of Steve, letting her eyes rest on the other shots of the Commandos, Jones, Morita, Farnsworth, Dugan, Dernier, and of course Barnes—they'd all served together, and she'd come to admire every single one of them, but Barnes, she knew intimately. The next page held shots of Barnes and Steve next to each other, arms around each others shoulders. It made her heart clench as tightly as any other shot of Steve. She'd seen them together often when they served, saw how they operated, and suspected, even before she knew, that they meant more to each other—beyond being brothers in arms. They were something special.

She set the album back in the drawer and slid it closed, then grabbed her towel and headed for the bathroom.

#

The bath water was warm and wonderful and the tension in Peggy's shoulders finally began to lessen as she laid back and let herself soak. Their tub had an ingenuous headrest, shaped so one could lie back and even rest their eyes without fear of sinking too far down. It was quite possibly her favorite part of the whole house. She drew the washcloth over herself, inhaling the scent of the daffodil bubble bath. It was the same scent as her favorite perfume and always helped to relax her.

She closed her eyes, settled back, and let her mind drift. It drifted, as it often did, back to the war, back to Steve. She remembered the sound of his laugh, the feel of his arms around her, the press of his lips on hers and let the joy of those memories drown out the sorrow of his loss.

_This wasn't the first time they'd done this, and it wouldn't be the last, but there was still a part of her that got a rush from the secrecy of the whole thing. Out of the three of them, James was the one most comfortable in the shadows. It was his nature to move unseen, to do whatever it took to land the shot, take out the target. But it still surprised her how silently he made his way to their tent. Even Steve didn't hear him coming some nights._

_The tent they'd given Steve here near Toulon was larger than his last one, spacious enough for the three of them, and far enough away from the others that discretion was easier to come by. But that didn't keep Peggy's heart from racing when James closed the tent flap behind him and laid down between the two of them. He always kissed her hello first, briefly, chastely, before turning his attentions on Steve._

_The intensity of their kisses never lessened—that same passion, desperate and hungry, James melding against Steve like he'd never let go. But they only ever gave themselves a minute before undressing each other and turning their attentions back to her._

_James pulled back from Steve and drew Peggy in close, kissed her with the taste of scotch and smoke still on his tongue. She'd grown used to it, and the feel of his lips—so different from Steve's, but tender in their own way. He ran his hands down her sides, cupped her ass and lifted her on top of him as Steve maneuvered himself behind her and kissed her back, then made his way up to her shoulder, curving in to her neck._

_Peggy ran her nails across James' back, deep enough for him to make that contented noise that sent a shiver down her spine and Steve's. One of the best parts of this arrangement, Peggy found, was knowing that her touches echoed from James to Steve and back again. Whatever pleasure she gave one, the other seemed to feel. It was a feedback loop, too glorious to question. Steve pressed himself against her, his chest to her back, strong arms wrapping around, long enough to reach James' shoulders. And James rocked into that touch, his hardness pressing against her in a way that made her insides shiver._

_He and Steve kissed their way around her neck and then met each other's lips again briefly, only to change sides and work their way back down, Steve kissing along her spine, James grazing her nipple ever so gently with his teeth. The sensation was almost too much. James moved back up to the hollow of her throat, slowed, pulled back and said, "Daffodils."_

_"My perfume," she said._

_"Smells like home," he said._

_"Used to grow in your backyard," Steve said. "Back by the hedges." He wrapped his arms around Peggy's waist and lifted, turning her around to face him. As she settled back down on Steve's lap, James shifted until he was behind Steve, sitting back on his heels to watch as he stroked his cock, a lazy half-grin on his face._

_Steve lowered Peggy down to the mat. His hand wrapped around her wrist gently before his lips followed, kissing her pulse point. They brought their mouths together, sunk down to the mat as Steve slid off Peggy's underwear and undid her garter belt, taking extra care with her stockings as he pulled them gently down. He kissed her inner thighs, torturously slow. His tongue traced his way up to her slit, and his breath was warm and wonderful. She ached with the need for more, looped her hands under his arms and pulled him up until he was lying on top of her, then brought her hand around his cock and guided him inside of her._

_Steve sunk in slow—so slow—he was always slow with her at first —so self-aware of his own strength that he nearly went too far trying to hold himself back. Too careful. He stayed that way too, every time, until James got started._

_Peggy linked her feet behind Steve's back as James began to run his hands up and down Steve's side, kissing the small of his back. Peggy watched as James grabbed the small bottle he kept in the first aid kit. He slicked up his fingers, pushed them inside Steve, causing Steve to let out the most exquisite sounds. Quiet, as quiet as they could be. It was their mantra, and it made it all the more precious—that this had to be their secret alone._

_Steve's face as he arched back into James' touch was obscene and Peggy pushed up against him, pulling him further into herself. She brought her knees up to her sides as James slid inside of Steve and Steve's face went from pleasure to pure sin._

Peggy woke with her hand between her legs and pressed them together as she slid her fingers up to where she ached.

#

The next morning, Peggy went to the office. She was in a haze, the events of Madripoor and the night after, had combined into the worst case of jet lag she'd ever known. It was Saturday, and no one had expected her there to begin with. Sousa was there, unsurprisingly, as was North. They had nothing new to tell her about the case except that the connection between the guests was solid, as they'd already expected. Over the last few years they'd all become disarmament advocates and had begun actively funding groups with the same political agenda.

Sousa elaborated, "They're all people who had some kind of moral awakening. Look at their last track record, and now." He held up a chart of activities Graines, Cetewayo and Garmisch had been involved in over the last decade. There was a clear cut-off where their support flipped from supporting war efforts to actively discouraging them.

"So something scared them onto the path of righteousness." Peggy mused, "And maybe a partner from the old days isn't happy about that."

"I smell Hydra all over this," Daniel said.

"I suspect you're right," Peggy said. "Do some more digging." She remembered what Howard had said. "See how many of them have ever had dealings with the Roxxon Corporation."

Sousa's eyebrow shot up. "You think they're involved?"

"These targets were a group of investors primarily interested in disarmament procedures, it stands to reason that a company like Roxxon, who's made their profits nearly solely off of weapons wouldn't be too happy about that."

"It does…stand to reason," Daniel said, brow furrowed. He smiled at her, then flushed and immediately broke eye-contact. "I'll look into it."

"Thank you Daniel," Peggy said. Her eyes fell on the back office table, where several boxes were stacked. Boxes she couldn't remember having seen before. "What are those?"

"Files we confiscated from the last three Hydra cells. Central said they'll take care of the processing."

Daniel said it matter-of-fact, but the words still made Peggy's gut twinge. Something felt off about that.

"We have the bandwidth. Lab eight hasn't had anything to do in weeks."

"That's what I told them, but you know DC."

"Yes, I do," Peggy thought for a minute, then walked to the assembled boxes and looked them over. "When are they coming to get them?"

"Not until end of week. But we had to clear the boxes out of Storage Room C—the ceiling's leaking in there."

"Right." A thought came to Peggy then, a terribly good one, but she kept her expression neutral. "Thanks Daniel, and do let me know if you come up with anything regarding Roxxon and the guests."

"Will do, Miss. Carter."

#

"Gotta say, Peg, I'm loving this new side of you," Howard's grin was so wide she could see it even when she wasn't looking at him.

"Just stay quiet, at least while we're in the hall. The security system—"

"Is garbage." He shifted his arms, repositioning the large box he was holding. It could've easily fit two of her typewriters. "And I've told your people it's garbage several times, but since they refuse to upgrade it, I'm not going to feel bad about shutting it down when you invite me here for late-night shenanigans."

Peggy led him to the back room, where all the audio boxes were still stacked and shut the door.

"Why _did_ you invite me here?" Howard asked as he sat the heavy metal case down on the only empty side of the table.

"Another hunch, I'm afraid, but something more concrete at least."

Howard stared at her, unimpressed.

"Central requisitioned these recordings," she added, "before we got a chance to index them."

"There you go," Howard said, smirking. "Now they're interesting." He looked over the boxes. "Quite a few here. Can't index them all tonight. Any in particular you think are suspect?"

Peggy scanned the boxes until she found the four that had caught her eye before. "These. The fact that Central asked for these at all is odd."

"Why?"

"Because this facility was a dud, or that's what we thought anyway. We thought it was a Hydra cell, but it ended up being an unlisted local medical supply factory. We couldn't find anything useful there, just reels of patient testimonies." She pushed the box towards Howard.

"Interesting." He slipped on a pair of gloves, opened the box lid and took out one of the reels, then loaded it into the device he'd brought.

"This will mark down all sixteen characteristics of each voice-print in the recordings and create and ID for them. When we get back we can feed it through my data-banks and see if they match anybody we have on file." He loaded a real of coding paper in.

"Who do you have on file?"

Howard smirked. "Who _don't_ I have on file?"

Peggy stared at him. "Did you get your grubby hands on the SSR's archives?"

"You bet I did."

"Good," Peggy said. "We should get to work then."

She took down the markers as Howard read them off. At top-speed, his device was able to go through nearly fifty hours of recordings an hour. They got through three boxes by the time it turned four AM. It would have to do.

"Now we hope that we got something, I'll drive you home. Get some sleep. I'll send these through the matcher and let you know what I find in the morning."

Peggy had gone beyond exhaustion, fueled on by tea and that uneasy feeling in her gut that just wouldn't go away.

"When will you gonna sleep?"

"When I'm dead."

"A foolhardy but admirable plan."

"That's me. Foolhardy but admirable." He winked at her before boxing up the ID device again.

"I can't sleep. Not until I know if we found something."

Howard arched an eyebrow. "You sound like me. Welcome to the foolhardy but admirable club."

Peggy put the boxes back exactly where they'd been and flipped off the lights. "What do I get for joining?"

"Sense of satisfaction at a job thorough done, deluxe bags under the eyes, the immeasurable joy of my company and a decoder ring."

"Splendid."

#

Back at Howard's home lab, they hooked up the spools of coded output paper they'd made from the SSR office to his cross index device.

"The short-term memory here—" he pointed at a box twice as large as the ID-computer. "Can store over two-hundred ID markers at a time."

She stared at him. "Impressive."

"Yes, and that means we can let all these..." He snapped the output paper into place. "...run through, then come back and check in a few hours."

"A fine plan."

"Don't worry. It'll beep if it finds any matches."

"Good," Peggy yawned.

"At least lay down for a few hours. A watched computer never boils...or something."

"Alright. But I'm not going home at this hour."

"I've got twelve guest rooms here, take your pick." He flipped some switches on the data rig. "Closest ones two doors down to your right."

Peggy nodded and walked out of the lab, went two rooms to the right, opened the door and fell, face-first onto the bed.

#

"I think we're gonna get through this," and he was smiling wide, so wide she couldn't help but be at least partially convinced.

"Well, who am I to argue with Captain America?"

He scoffed. "You're the smartest one here."

She ran her fingertip gently over his lower lip.

He took her wrist, kissed her gently on the pulse point and wrapped his fingers around hers. "So, since we're gonna make it out of here, I wanted to ask you if you uh...if you'd thought about what you're going to do with your life?"

She answered, words spilling out of her before she had a chance to think them through. "I'm going to sit at a desk and sort files while others go out on the field."

"That doesn't sound like you at all."

"No, it doesn't." She looked at Steve. "And what are you going to do, after?"

He looked down at his hands then back at her shyly. "Hadn't really thought much beyond tonight."

"Oh?"

He reached into his pocket and pulled out a ring. It was gold, tarnished with age, set with a small diamond. "Peggy, I—"

She knew he wouldn't finish the question. He never did. She'd had this dream many times before and it always ended the way it had to.

Steve's lips frosted over first, turning blue and then frosted with white as the ice took him and spread over his entire body. His fingers froze, gripping the ring, small diamond pointed up.

Peggy leaned forward and kissed him, felt the ice gently chill her, tender in the way only a dream could make it. She grabbed hold of the ring and gently pulled it loose from his grip, then slipped it over her finger,

One of the monitors in the back of the tent started beeping, A radar maybe, though it sounded more like a sonar. Peggy walked towards the noise, but couldn't find which of the boxes it was coming from.

She woke up, and the sound was still there, coming from two doors down.

A muted but persistent beeping pulled Peggy back to consciousness. She blinked, focusing on the strange room, and then remembered-Howard, the files. She pushed herself to sitting, judging by the heaviness of her head that she'd slept at most an hour, maybe two. It would have to be enough for now. She stood, and plodded toward the door, steps sloppy with sleep.

The beeping continued, so Howard had likely fallen asleep, too. She wandered into the room and stared at the green light on the machine. There was a new slip of paper on the output slot of the device itself, with several codes on it. She stared at it, but didn't tear it off, or even touch it, since it was still going. She squinted and leaned inches closer to read the text. _AZ....., JB32....., JF..._

"How'd you beat me here?" Howard said. "I just went to get coffee. He looked at his empty hands. "And then forgot and fell asleep on the chair instead."

"Does this green light mean something good?"

"Well, it means we found a match." Howard walked closer and tore the paper off, then squinted at it. "More than one match." He squinted more. Wait, that can't be right."

"What is it?"

"Well, seeing as how these were Hydra tapes we were analyzing, the matches should've come from our Hydra list, right? Known conspirators, traitors we caught, and so forth."

"Right." She frowned, staring at the scrap of paper again, trying to understand. " So what are those?"

"Well two of them are from the Hydra index—that's this little H here, but this one..."He pointed at the third code. "This one's from the U.S. Armed Forces archive."

Peggy stared at him, trying to be sure she'd understood. "One of ours. Do we know who?"

"It matched the ID, I'd need access to the master volume to know out who it is." His brow furrowed.

"So the Hydra cells had captives—that's not unheard of. Even more important that we got the information then. Maybe it'll resolve an MIA case, or-"

"No that's not the weird part. This file its referencing—there's a date code built in." He scratched under his chin. "The files you gave me, when were they seized?"

"Last year."

"That's what I thought you said. They looked new." He hissed out a breath through closed teeth. "So here's the thing. The match we got points to an index specifically of soldiers listed as killed in action."

"When?"

"The war."

"How is that possible?"

"I have no idea."

#

Peggy knew it wouldn't be easy. They'd had far too much luck so far, and in her experience, that kind of luck never held. When she got back to the SSR office, she was only mildly surprised to see the boxes all gone.

"Central came in first thing this morning to clear it out." Sousa said.  "Didn't even tell us they were coming. Morton almost pissed himself because he hadn't cleaned his desk."

Hiding her disappointment, Peggy smiled. "How kind of them to give us back our conference desk. Did you find anything else related to the incident in Madripoor?"

"I did, though I'm not sure what to make of it." Daniel grabbed a folder from his desk and opened it to the first page. "List of purchases the attendees made from Roxxon or its subsidiaries over the last few months.

Peggy glanced at the page. "There's not a whole lot here.

"Tell me about it." He turned to the next page—a much longer list. " This is the same group's transactions from a year ago."

"Now that is interesting." Peggy scanned the list. "So they all had a change of heart."

"Either that or they learned to hide what they were doing more effectively."

"Whatever the case, this is something we can work with. Excellent job, Daniel."

"Means a lot coming from you"

Something about the pitch of his voice, his hooded eyes made her remember when someone else had said those words. On a cold winter night, out back behind the mess hall.

_"Means a lot coming from you." James took a drag from his cigarette, let it curl up slow into the air. He was sitting just outside the mess-hall tent. Peggy had been looking for him for nearly half an hour. She wanted to see him before heading to Steve's._

_"It's true. I do worry about you. We both do." She brought her hand to his, noting how warm his skin felt, despite the cold of the night. "You saved us out there today, but you nearly got yourself killed._

_"I'm okay with that."_

_"With what, dying?"_

_"Well, yeah. As long as you two make it. Steve and you—you have a future after this." He nodded, with certainty._

_"And you don't?"_

_He shook his head. "I'm not making it out of here."_

_"Don't' be silly, of course you are." Peggy squeezed his hand gently. "Look, I know...it's been a day." It had been, at that—four more enemy troops than they'd expected, heavy casualties on both sides and far too many close escapes. "But we will make it through, all of us."_

_"Who says I want to?"_

_And the truth of what he'd said hit her, making her next words catch in her throat._

_"I belong here, Peg. Fighting this war—I'm good at it, I know I am." He brushed his fingers through his hair. "But I can't see myself past this. There's just this—and then nothing after."_

_"No, that's not—"_

_"You two—I know what you're gonna do. You're gonna head back stateside, have a horde of little Steves and Peggys. You're gonna live in a cute little house, just big enough to hold you all."_

_"And you don't see yourself there with us?" Peggy swallowed._

_"I'm not coming back from this. This Hell over here? This is what I'm meant to do. Help the good guys win. Bring it to an end. But that's it. I don't get to come out the other side. And I'm okay with that."_

_"James, that's not true."_

_"It is." He smiled and there was something broken behind it—something just this side of a scream. "It has to be. It's the only thing that keeps me sane."_

_Peggy swallowed down a million other things she wanted to say. She'd seen him like this before, more often, as of late. And he was as bad as Steve when he got an idea in his head. Worse, in some ways. "Well, be that as it may, I don't want you freezing out here tonight. So come back to the tent with us. Now."_

_He smiled at her, slow and dirty. He'd made Steve flush like that more than once—with nothing more than a look, and she'd be lying if she said it didn't hit her just the same way. "I'll think about it."_

_"You've done enough thinking for one night," she said, and took his hand, pulling him to his feet._

#

Peggy spread the papers out on the table in front of them. "This is a good starting point, but who do we pick first?"

Howard studied the papers in his hand and pulled one out of the pile. "Whoever had the most conspicuous shopping list."

"What's suspicious about niobium and nitinol alloys?"

"Mostly nothing, but when you add in adamantium..." He pointed further down the list. "...you can make new alloys. I can think of at least a dozen uses for those combinations, most of them bad. Weapons-manufacturing, for starters, because of the strength and heat resistance, or even human smuggling, because you can make a compound layer impenetrable by various sensors. Put somebody, or a bunch of somebodies, inside a box of this stuff and nobody'd ever know they were there." He looked at the list a bit more. "Wait a minute, this is..." He walked over to his desk and pulled a ledger out of a drawer. "This can't be right."

"What is it?"

"I know this location. It's a property I sold not too long ago. To uh..." He cursed under his breath. "I knew I shouldn't have trusted them."

Peggy stared at him. "Mind filling me in?"

"I sold this to a third-party engineering firm hired by the SSR. They're supposed to be working on counteragents for chemical warfare. It's the group they tasked with figuring out how to cure Midnight Oil."

"And you know where this location is?"

"Yes."

"Any chance you have blueprints?"

"I could dig them up."

"Grab them, and then let's get a move on. We're going to pay them a visit."

"We? Wait a minute—Peg, I'm not—I mean you know how to do this whole espionage thing, but me?"

"Howard, if what we suspect is true—if Central—if the _SSR_ is involved in any of this, in _any_ way, then we can't afford to tell anyone else."

"But Jarvis—"

"Absolutely not—not when Marianne is expecting."

"Fine. Okay, but that doesn't change the fact that I'm not a spy."

Peggy cocked her head to the side, thoughtfully. "That's true, you're not. You are, however, a businessman."

"What's that supposed to mean?"

"I assume you have many inventions those same investors might be interested in?"

"Yes, ones I have no intention of ever handing over to them."

"We're not going to hand them over. It's just a way in."

Howard's brow furrowed.

"Get them to invite you over." Peggy continued, not giving him a chance to back out. "And while you do what you do, I'll do what _I_ do."

 


	2. Chapter 2

The moon glinted off the sliding clamp as Peggy hooked herself onto her zipline. She glided over to the low, main building's roof with practiced ease, relishing for just a moment the way the wind felt in her hair. The evening held the promise of danger, so for now she'd take whatever pleasure she could find.

She unhooked from the cable, set the harness aside, pulled out her radio and whispered, "I'm in position."

"Me too," Howard said. He had a microphone in his cufflink and was wearing an earpiece —a twin of Peggy's—discreetly hidden behind his hair, sending vibrations that conducted sound through his bones.

"Can't say with absolute certainty, but I'm pretty sure this is the riskiest plan we've ever come up with."

"You sure about that?" Peggy said. "You, in particular, have done some astonishingly ill advised things before." She looked back over her shoulder towards the woods where she'd hidden Howard's helicopter. He'd come by boat, officially docking in sight of the only facility on the small island. "Though this does rank quite high on the list."

"Last chance to change your mind. We can head back home, go see a picture. It'll be just as exciting and only half as likely to lead to our deaths."

"Maybe some other night." Peggy angled her scope carefully, keeping her line of sight on the door. "Movement at the front gate. It's showtime, Howard."

The guards said nothing in greeting, but gave Howard a pat-down, stripping him of the small but ridiculously powerful gun under jacket. Peggy had assumed as much would happen, that's why she was the backup. However she also didn't believe he was in danger. Not yet. Howard entered the house, the guards did a brief visual perimeter sweep and then followed him inside.

It was an ugly U-shaped building, nondescript brick, intentionally made to look uninteresting. That also meant there were very few access points and windows—eight total. But she'd memorized the location of all of them and made her way from one to the next until she caught sight of Howard. He'd been greeted by a man wearing a uniform and an air of arrogance so potent she could feel it from her lookout post. Baron Heinrich Zemo. Peggy had read all about him during the war—he'd allied himself with Johann Schmidt and Arnim Zola, amongst others, though he'd managed to stay completely off the radar since them. Which explained how he'd survived for so long. Either he was very good at staying discreet, or somebody was actively keeping him hidden.

She pushed on the earpiece she was wearing until she could hear Howard's voice more clearly. "Real glad you extended the invitation, Baron. We've never met before, but I've heard a great deal about you. You're known for being a fair businessman."

Howard was lying through his teeth, the tone of his voice alone made that clear to anyone who knew him. But luckily, the Baron didn't. Peggy lined up her rifle's sight, looking from the guards to Zemo and back to Howard. At the moment, she had a clear shot, but if they moved too far back, she'd have a harder time of it. If they went deeper into the building, she'd have to get closer to pursue—and the only entrance was through the vent-opening nearly two dozen feet away.

Peggy took a sharp breath. Hydra was still alive! And thriving, from the sound of things. Fury and fear tangled in her gut. She'd always suspected it, in the back of her mind, but being confronted with it was something else entirely. Even worse, Zola and Fennhoff, working with Hydra here and now, could only mean one thing: Hydra's tentacles reached all the way into the US military, deep enough that the SSR couldn't even stop them. She hadn't heard a whisper of this facility, despite the SSR marking all of the Aleutian Islands clear only five years earlier. That meant something— something significant, though she wasn't quite sure what yet.

She wouldn't bring them down tonight, or even expose the operation. Not without backup, not without more evidence. All they needed was confirmation that Zola and Fennhoff were operating out in the open, and then the SSR would be forced to take action.

Howard had outfitted Peggy's rifle-scope with a camera. Just push the small button by her thumb when either of the doctors were in sight and she'd have all the evidence she needed.

Zemo smiled stiffly and extended his hand, indicating Howard should sit. The interior of the building was furnished far too extravagantly for its exterior—an expensive-looking rug, a fine wooden table with chairs in an otherwise empty, oversized room. It could mean only one thing. Their actual research was on another level below-ground, and based on the blueprints they'd been able to pull together, it went down at least three levels, likely more if Hydra had modified the facility at all upon acquiring it.

It was time to make a judgment call. Peggy could stay here, watching Howard, or she could do what she was best at and stick her nose where it wasn't welcome. They didn't have the manpower to bring Zemo down themselves, not on his home turf, and if neither Zola nor Fennhoff showed, then this whole excursion would've been for nothing.

Peggy slung her rifle over her shoulder and sprinted to the air duct, thankful she'd had the foresight to remove the screws earlier while she was waiting for Howard to dock.

As she made her way into the building through the air duct, bits of the conversation drifted up to her.

"…intriguing, if they do what you claim….remains to be seen," the baron was saying.

"I can demonstrate the functionality of the first three," Howard said, his voice crystal-clear for a moment, as Peggy paused by a duct-joint, "The fourth is only good for one use, but it's also…unique. You're not going to find anything else in the world that can do what it can."

"That explains the asking price," Zemo said. The conversation was still calm, Peggy had time yet to explore. She navigated across and down towards what she remembered from the schematic as a maintenance room and maneuvered towards the outlet vent. The screws were on the outside of the vent-plate, but luckily the bottom two weren't all that tight. She kicked once, twice, and on the third kick the vent cover clattered to the floor. She waited for a reaction—gunfire, shouts of alarm or even just footsteps. When none came, she slipped through the opening. The room held only a small table and two shelving units filled with dried and canned goods that looked they hadn't been touched in a decade.

Peggy closed her eyes, pulling up the blueprint in her mind. There was a stairwell to the east, that was her best chance of making her way down. Sidearm drawn, she opened the door and peeked into the hallway. It was completely empty, and there was the stairwell entrance at the end. She walked quickly to the end of the hall and into the stairwell, checking above and below her for lookouts. The absence of guards was mildly unsettling. Hydra, in her experience, normally had a glut of guards. The fact that there were so few here could mean they didn't have the manpower to spare—that was possible, given they'd had to operate deeper in the shadows than usual since the end of the war. The alternative was that they didn't have anything here worth protecting, or, even less desirable, they had no fear of being infiltrated whatsoever.

Swallowing down her trepidation, Peggy continued downstairs. She peeked through the door of the next landing and found it dark, as was the next and the one after that. But on the fourth level down, the lights were on. She waited for the two men in lab-coats to enter a room, then pushed the stairwell door open.

There were narrow windows on the thick doors, and she peered through each one—metal operating table, electrical equipment she couldn't identify, restraining chairs with cuffs for the arms and legs and a cap for the head with a mess of wires protruding from it. Whatever they were up to here warranted evidence. She took a few steps back and raised her scope to snap a photo.

Boot-steps sounded from the stairwell down the hall, and she darted to the closest door—the one behind her. Spurred on by adrenaline, she picked the lock in less than two seconds, and slid inside.

The lights were dim, but her eyes adjusted quickly. The room was enormous. Twenty foot ceilings, filled with row after row of crates. Peggy recognized some of the labels, not enough to know everything they could be used for, but enough to know that they were potentially dangerous. She walked on, scanning the aisles for anything damning enough that the SSR would have no choice but to step in. But Peggy's main concern, the one she couldn't shake, was that Central already knew. Otherwise why hide the files? And that made everything far worse. And far, far more difficult.

She turned the corner and walked along the far wall, scanning for cameras and monitors. The row against the wall had larger freight containers stacked against it—huge twelve by twelve boxes. Peggy decided she'd find out what they contained and reached for her lock pick to open one of them, when she saw a large cylindrical chamber in between two of the huge bins. It was solid metal except for a small circular window and behind it, she could've sworn she'd seen a face.

She stepped closer, looked into the frost-crusted window and her heart came stuttering to a halt. "Oh God." Her voice died in her throat as the sheer enormity of what she was looking at sunk in. Because she knew that face. The hair was longer, and when she rose up on her toes to see more, she saw a gleam of metal where his shoulder should have been, but nonetheless she knew. "We never found his body. We never..." She traced her fingers around the ice cold window. She knew the man inside the cylinder—she'd seen him less than a week ago in Madripoor. She hadn't recognized him then, hadn't wanted to, but now she knew without a doubt who she was looking at. "I'm so sorry, James."

He'd survived the fall, somehow he'd survived, and these bastards had found him, were _using him_ to take out their targets.

_He'd come back to the tent after all—after she and Steve had practically dragged him there. "I don't know what I'd do without you two," Steve said, in between kisses to James' shoulder. They'd stripped down to their undershirts already, the tension of the day making them impatient. "We would've died out there today if you hadn't had that back-up plan."_

_Peggy pulled back, "Well I can't let James be the brains of the operation all by himself, we'd be doomed."_

_James laughed. "You got that right." He turned Steve towards him, brow furrowing slightly. "But you two—you're what keeps me going. Always have been." He kissed Steve on the lips, chastely. "Can't lose you."_

_"You won't," Steve said, quickly—too quickly. He was feeling the strain of the day too._

_James' eyes went distant for a moment again and Peggy caught that look from earlier. "Without you I'm like a tin man out there. No heart to speak of."_

_Peggy knew what was going through James' head, because she'd had all the same thoughts herself. Days where they waded knee-deep in bodies left her hollowed out. Pyrrhic victories, too full of death to feel anything but empty. "Good thing Steve's got enough heart for the three of us," she said, forcing a smile. She kissed James on the cheek, then started to unbutton her shirt._

_"Then we've all got the same heart," Steve said. "Because if either of yours ever stopped beating, so would mine." He turned to kiss Peggy, teeth grazing her lips and then pulled back, gasping as James bit down on his shoulder. "Don't stop." Steve said as he pulled Peggy in close, pressing his warm skin against hers. "Promise me. Don't ever stop."_

Peggy's mind raced as she looked for a way to open the chamber, to get James out. Her blood thrummed loudly in her ears. James hadn't recognized her in Madripoor. Or maybe he had, maybe that's why she'd survived. Either way, whoever he was now—whatever they'd made him into—it wasn't by choice. The fact that he was stored in here, like just another piece of artillery made that painfully obvious. She ran her fingers along the cold edges of smooth surface until she found the seam of a panel, then the latch. She leaned down and examined the four unlabeled buttons underneath. Furious and heartbroken she pushed all of them randomly, hoping one of them would open the chamber. There was a soft hiss and cold air began to seep out through its seams.

"I'm so sorry," she said again, anger keeping her tears from falling. Faintly, through the haze of her panicked thoughts, she heard footsteps, but couldn't tear herself away from the terrible spectacle of James, face frozen not in horror, but indifference, which somehow made it infinitely worse.

"I see you've found Storage Room C," said a voice from behind her. "Would you like me to arrange for a full tour of the facilities?"

Peggy turned her head, energy sagging, and saw Arnim Zola grinning up at her.

He was flanked by four armed guards. "Come with me, Fräulein."

#

Peggy forced herself to keep her chin up as she was escorted to an elevator and then shoved, roughly, out onto the large open floor of the warehouse. Howard gave her a tight smile, worry keeping the light from reaching his eyes. "Glad you could join us."

Dr. Zola walked up next to Peggy and smiled at her, then at the Baron. "Not much in the way of back up, Herr Zemo, but you were correct—Herr Stark did not come alone."

"Take a look at the trinkets Mr. Stark has brought us, Arnim, and tell me what you think."

The doctor walked to Howard's case, and leaned over it, inspecting the contents.

"So how _did_ you get out of the cage we put you in?" Peggy asked after a minute.

Zola ignored her. "Baron, these are remarkable prototypes. This one in particular." He pointed at the gun at the end of the case, then walked to the Baron and whispered something in his ear.

The Baron smiled, slow and unsettling. "Arnim tells me that in the right hands, this item is clearly the most dangerous of all." He cocked his head to the side. "We spent several years searching for a mystical item with similar properties. A great deal of blood was spilt." He leaned back in his chair, folded his hands. "Yes, Mr. Stark, I believe we can do business. Let us discuss compensation."

"You're going to do business with a man like him?" Zola said. "When we could just seize what he's brought us?"

"He came to us honestly. These more peaceful times are surely trying for a war profiteer."

Howard's lips twitched.

"Johann will be furious," Zola said quietly.

"I'm sorry, what was that?" Peggy asked.

Dr. Zola smiled at her. "You heard me correctly, Fräulein. That is of course why you're really here, isn't it?"

Peggy kept her voice calm. If the doctor had reached his own conclusions, it would be far better to play along. "It's true. I am curious how you and…Johann escaped from a military prison."

"Escaped," Zola laughed. "We did not escape, Margaret, we were released."

"What?"

"Your government, your SSR, is not as pure of heart as you would like to believe." Zola smiled sweetly at her as he picked up the gun from Howard's case, one Howard had assured Peggy was not a danger to them. "There were those who believed my knowledge, and Johann's, could come in useful. That we could help them prevent another great war."

"That's—that's a lie," Peggy said, more to reassure herself than anything else. Even if she already knew he was telling the truth.

"A lie, of course," Zola said. "No one in a position of power is naive enough to believe war can be prevented—only prepared for. Each government cares only about ensuring its own victory when the next great battle comes."

"There's plenty of people out there who know you ought to stay locked up," Howard said. "All we have to do is let them know where you are."

Dr. Zola glared at him then looked over to the baron. "I told you we should not do business with a man like him."

"Or…" Howard continued. "You could keep this professional, stop taunting us and admit that I've brought you some fantastic tools for swaying the tide."

"Well," the baron said, smirking. "What do you think, Arnim? Has he brought us worthwhile tools?"

"He's Howard Stark, of course they're worthwhile," said a new but familiar voice. Peggy repressed a shudder as she craned her neck to look behind her. Dr. Fennhoff had entered the room. She'd brought earplugs for the noise of the helicopter, but hadn't needed them. Stark's machines were significantly quieter than the SSR's equivalent. But the earplugs were tucked in her breast pocket, and at the moment—with a guard on each side holding her arms—she could make no move for them. If Fennhoff used his skills on them, they'd be helpless.

"He's a smart man" Howard said, continuing to bluff. "Unethical, maybe, but smart."

Peggy did not roll her eyes. Howard was lying through his teeth, trying to keep the attention focused on him.

"Unethical," Fennhoff said. "That is the epitome of hypocrisy, coming from you, Mr. Stark." He took the gun from Zola's hand and aimed it at Howard's head. "Don't think I've forgotten Finow just because I've kept my distance. I had to. But you see, fate has brought us together once again. Given me another chance at revenge. At justice. My brother will be avenged."

Howard swallowed, and Peggy wasn't so sure anymore that he'd planned this well. A gun-shot directly to the head would be fatal, no matter what he'd done to ensure their safety.

"Doctor Fennhoff, please, surely this can be settled some other way," Peggy said, forcing a smile.

"No," Fennhoff said. "It cannot." He pushed the trigger further against Howard's forehead.

Peggy rammed her elbow back, surprising the guard behind her, and dropped down, slipping out of the other guard's grasp. Before they had a chance to react, she kicked the guard to her left, knocking him off balance, and kneed the other one in the groin. He staggered back, and before he could recover, she relieved him of his side-piece. Quickly she aimed the gun at Fennhoff. "Drop the weapon, doctor."

Howard's eyebrows were stuck high up his forehead. "Remind me to never get on your bad side."

"Enough of this," the baron said, sounding wholly unimpressed. He glanced up and to the right. "Zeit zum schlafen."

Peggy flicked her eyes to where he was looking and saw a slim barrel mounted to the ceiling. It moved, focusing, _on her_. There was a soft whisper of air, right past her ear, then something sharp pricked her in the neck and her world went black.

#

Peggy woke to voices. Recorded voices, she noted wearily, once she'd forced her leaden eyelids open. She was facing the back wall of a small room—one of the medical examination rooms, from the look of it.

 _"...Demonstration of the hippocampal targeted erasure procedure, Doctors Fennhoff and Zola. Dr. Zola will be operating the electromagnetic charges. For the record, the subject will now restate the specific memory we will subsequently eliminate.  Subject is being fed propofol intravenously to keep him docile. Due to his heightened metabolism, a constant dose is necessary."_ He cleared his throat. There were footsteps.

She tried to turn her head towards the voices, but found she couldn't move much at all. Her arms and legs were strapped down and there were clamps over her shoulders, holding her firmly in place. Her earpiece, she noted, was missing.

 _"Do you recognize this man?"_ Dr. Zola's recorded voice asked.

_"Yes."_

_"He's dead."_

A beat. _"You're lying."_

Peggy paused, as a shiver ran down her back. She knew that voice, just as surely as she knew the man she'd seen frozen in a capsule in the storage room.

_"He crashed his plane into the ocean."_

_"No. He—he wouldn't. "_

_"He did. Because you were gone. Because you abandoned him."_

The binds on the chair wouldn't loosen. Not on their own. She scanned the room again, determined to find something–anything to help her escape. She could feel her MiniHeatRay— _Howard's name for the gadget, not hers_ —still hidden in her sleeve, and started to flex her fingers, trying to work it out. The small pen-shaped weapon only held five charges, but they were powerful, made of a concentrated powdered, crystal-derivative mixed with a chemical compound. Highly volatile when mixed, it burned hot enough to cut through just about anything. It also required very careful aim.

 _"No, I— I'd never—"_ it was James, and he was pleading.

_"You did."_

_"I'd never leave him."_

_"Not on purpose, but you did. He's gone. And you're still here."_ the doctor's voice had an edge of cruelty in it. Just enough for Peggy to pick up on. He sounded at once disappointed and placated, like James was his consolation prize.

_"Bring him back."_

_"I'm sorry?"_

_"I was dead when you found me, or near dead. Bleeding out. And he's—if I survived, then so did he. So if you know where he is, then you can bring him back, same as you did me."_

_"You assume we know where he is."_

_"Don't you?"_

_"No. And believe me, we have searched."_ A pause. _"He is gone. But you still have a part to play. You can help us reshape the world."_

A device somewhere behind Peggy's head clicked and an image appeared, projected directly on the white wall across from her. A body of a man in a suit, dead, with a bullet wound between the eyes. The image changed, showing another dead man, with a broken neck. Another image—two more bodies, both of them with cleanly sliced throats.

 _"I should've died, not him."_ Peggy paused, fingers stilling as the images on the wall changed again—this time to dead she recognized: Eleanor Garmisch and Francois le Bouvier, side by side, eyes empty and surrounded by glittering shards of shattered champagne flutes. Cameron Süden, one clean hole between the eyes, Aidan Cetewayo, shirt stained dark with red. And Ambassador Graines, head framed by a halo of blood. Five of the Madripoor victims.

A different voice spoke, one that made Peggy's fists clench. Johann Fennhoff. _"Is that what you want? To give your life for his?"_

_"Yes. I'd trade in a heartbeat."_

_"We will make sure his sacrifice wasn't in vain, yes? Focus."_

James made a struggling sound, like he was fighting restraints, or trying to. There was a crackling, electrical sound, and then he began to scream—wounded animal pain.

The sound cut out. The silence afterwards made more dreadful by the images still cycling on the wall. More dead—many of them faces Peggy recognized. Unsolved assassinations, or in some cases, suicides, all of influential people: politicians, humanitarians, owners of international conglomerates.

The audio recording began anew. _Subject thirteen, Sergeant James Barnes. Subject thirteen is the only successful recipient of Dr. Zola's revision of the Erskine serum. His physiology is enhanced, strength, stamina and speed all comparable to other serum recipients. No physical deformities or deterioration as noted in other subjects. Subject thirteen was stolen but rediscovered near death at the bottom of a ravine. He survived a three-hundred foot fall._

The projector now displayed grainy black and white images of James' mangled body. A grotesque close-up of his tattered limb.

Peggy's chest ached. They'd looked for James, for days. But the thought of him lying in the cold, hovering near death, in more pain than anyone should have to suffer, made the wound raw again. A small part of her was thankful that Steve would never have to know about this.

_"His left arm was severely damaged and has been replaced with a cybernetic replacement. Model alpha six. Highly sophisticated artificial limb, capable of three-thousand pounds of pressure per inch._

More images of James followed. Statistical charts comparing strength tests in average adult males with those of subject thirteen. Images of James' remaining arm and torso severely bruised and another photo completely healed except for the massive scarring surrounding his shoulder.

_"I believe the only reason he can use this limb and accommodate its great weight is due to the serum. Any future experiments with these limbs must keep that in mind. They're far too heavy for an unaltered human to utilize and the healing required is extensive. Connective tissue is often damaged during combat, causing, we assume, a substantial amount of pain, but minimal downtime for Subject Thirteen."_

_"Subject Thirteen's success rate is unparalleled. He has not failed us yet, and his ability to execute the mission without being observed is invaluable. Subject Thirteen's state when we found him was disoriented, which lent itself very well to recruitment. He remembers little of his past..."_

An image of the Howling Commandos appeared on screen, James standing right next to Steve—all of them clean-shaven, Steve's shield gleaming. A promotional photo. She'd remembered seeing it in the newspaper.

_...only how to fight, how to kill. However, he proved difficult to control, unwieldy and violent. We tried several standard coercion tactics, but none of them were sufficient. Therefore we employed Dr. Fennhoff's mind programming techniques, which were most effective on Subject Thirteen. "_

The next photo made Peggy pause, her fingers stilling as she saw James eyes. They looked empty, cold.

_"Attempts to recreate such a success have so far proved unsuccessful, but we believe it is possible, with proper funding and supplies."_

The audio cut out, but the images continued to play, beginning again with the photos of the dead.

Peggy swallowed down the angry bile in her throat and concentrated. She had to get free. Howard was decidedly in danger, now that they'd found her. The sooner she could find him, the better. The bonds were tight, but not absolute, and her MiniHeatRay might not be a great weapon, but it could certainly help her get free. She started to flex and curl her fingers, working the tendons of her wrist until it began to move. Peggy's heart thudded, marching angrily in her chest as she pushed the pen-shaped zapper higher and higher between her fingers. She'd be free soon, she'd get back into that storage room, get James and then together they'd save Howard and they'd teach all these bastards that they were not to be trifled with. Her fingers gripped the Zapper and she aimed carefully, then used the laser blast to burn a fine line through her right cuff. Using the chair arm as leverage she snapped the cuff open easily, then reached over, grabbed the Zapper with her now free right hand, and aimed it at the left cuff. But footsteps sounded from just outside. Quickly she cupped the Zapper and slid her free hand back inside the broken cuff. She couldn't free her other hand and feet in time, but at least this way she had some small defense. She just had to hope she'd get hold of a real weapon from whomever it was that was coming.

The door opened behind her and someone entered. "You're awake. Excellent."

She recognized the voice even before he walked around the chair and gave her a self-satisfied grin. Johann Fennhoff. He was difficult to disarm, but not impossible. As long as she gagged him first. For now though, she stayed where she was. Judging by his expression, he'd come to gloat. "So nice of you to pay us a visit, Miss Carter."

"Where's Howard?"

"Howard and I have much to discuss. Consider this a courtesy only. I wanted to say hello properly." He smiled. "It's been too long."

"I put you in prison."

"You did. And then your higher-ups let me out." He glanced past her, presumably towards the door, judging by the sound of more muffled footsteps. "Or should I say, Arnim convinced them to recruit me."

"How thoughtful of him." It didn't escape her notice that Fennhoff telling her this belied a certainty she was never going to tell anyone else what she'd learned. If it was all true, then recruiting madmen like Zola and Fennhoff wasn't an isolated case. Central would do everything they could to keep that kind of knowledge under wraps.

Though the audio had been turned off, the images behind Peggy kept cycling. Graines dead eyes were staring back at her.

Fennhoff followed her gaze, looked over his shoulder at the image and turned back to her, smiling. "Ah yes, Madripoor. Seems you saw our soldier's work firsthand. Tell me, were you impressed? He's our greatest success."

It took all of Peggy's willpower not to slip free of her cuff and punch him, just on principal. But he wasn't close enough, and the guards outside would make it difficult to get far without a proper weapon. "He's not yours. Whatever you've done to him, you can't change who he is."

"You are correct, Miss Carter. We cannot change who he is, but we had no need to. He came to us a highly-trained killer. All we did was claim his loyalty as our own."

"Loyalty?" She scoffed. "What you're doing has nothing to do with loyalty. He will remember who he is, and then—"

"There were days, before I took pity on him, when he did remember. Would you like to hear how those went?" His smile grew wider then, a show of teeth. "He cried out for you, and for Steve, until we helped him forget."

Peggy swallowed, but said nothing. She could imagine few things worse than feeling your mind being taken from you.

Fennhoff lifted his hand, stroked his finger along his ring, and Peggy shuddered. They'd spent years studying his vocal patterns, the few recordings they had from Howard's forced plane-ride. His voice had an unusual timbre to it, one that changed the brainwaves of those nearby. But his ring had something to do with his unique gift as well. She'd theorized it before, but now she _felt_ it, deep in her bones. Her earplugs were still tucked uselessly in her breast pocket.  "Miss Carter, I need to go...have words with Howard now. We have much to discuss, him and I, but I need you to cooperate with Arnim, yes? I need you to focus."

She could feel his mind pulling hers where it didn't want to go. Compliance, blind obedience, a wave of apathy threatening to consume her. Peggy clutched the MiniHeatRay in her hand, hard enough for its edge to leave a mark in her palm. After their last dreadful encounter with Dr. Fennhoff she'd read up on every counter-hypnosis technique she could. One common thread was grounding oneself by finding a physical sensation to hold onto. Pain, she'd found, was extremely effective in holding her attention.

"Focus on telling him the truth. Withhold nothing. Do you understand?" the doctor's voice echoed inside her.

She let her face go slack and answered, quietly, evenly. "I understand," while pushing the pen further into her palm. The pain was borderline excruciating, but it was better than losing her self.

"Good. That's very good."

"Herr Stark is awake," said Dr. Zola's voice from the door.

Dr. Fennhoff straightened and smiled down at Peggy. "And your patient is ready for you." He leaned forward, twisting his ring once more, looked Peggy in the eyes and said, "Sorry I can't attend to you myself, but I assure you, you're in the most capable of hands."

Peggy tugged at her left restraint as Arnim stepped closer. Better to keep his attention from her freed right hand.

"Miss Carter."

"Arnim."

The small man's expression soured. He pulled a rolling chair closer and sat next to Peggy's chair. "Did you enjoy the footage? I imagine some of it was familiar, yes. "

Peggy stayed quiet for a moment, looking around the room to avoid his eyes. Her rage was too raw, too close to the surface. If she looked him in the eyes too soon, she'd lose her cool. So she stared at the projections on the wall instead: James' unseeing eyes looking out through the frozen capsule's window. "You're holding James Barnes hostage."

"James Barnes no longer exists, Fräulein."

"You're lying. I saw him in Madripoor."

The doctor's eyes lit up. "Madripoor. He did fine work there. With the exception of letting you live, of course. His protocols state there are to be no witnesses, no first-hand encounters. How did you survive, I wonder?"

"Ask him."

"We did. Repeatedly. He has no recollection of you."

Peggy swallowed. After what she'd seen and heard, the statement wasn't a surprise, but the thought was still horrifying. And she wouldn't accept it as truth. Not until she'd talked to James herself.

"Whatever you've done to him, whatever you made him believe, the James Barnes I know would never stoop so low as to work for a worm like you."

Zola's lips curved. "The man you knew is gone. He grinned, slow and satisfied. "What's left of his mind is mine."

"You're a monster."

The doctor stood. "I am an innovator. Johann and I together—we've done great things. Things you can't even imagine." He strode to the back of the room, and began flipping switches on a tall metal cabinet.

The chair Peggy was strapped to began to hum unpleasantly. "Nor do I want to." She kept the HeatRay-pen cupped under her hand and scanned the room for anything else she could use as a weapon once she got free. There were plenty of pointy things and heavy metal objects laying around. "If you're going to kill me, just kill me. I'm really not interested in hearing you gloat."

The doctor scoffed. "Kill you? Nein. Why would we kill you when we can learn so much from each other?" He leaned out from behind the metal box and smiled at her. "Of course you won't remember any of it." He walked towards her, a syringe in his hand. "You're fighting off Johann's compulsion. An impressive feat, but not entirely unexpected from a fine pupil of the SSR like yourself."

Peggy considered trying to knock him out then and there, but with only one hand free she wouldn't get far. The needle bit into her skin and she tasted nickel in the back of her throat. Propofol. She'd trained to resist that too, but could only hold out for so long.

"Now, Miss Carter. We're going to play a little game before you fall asleep. Take a look at these names."

Peggy read the names displayed on the wall-projection, some familiar, some she'd never seen. The ones she did know were all dead. The image changed, and the projector began showing the faces of the dead once more.

"Come now, at least some of these images must be familiar."

Peggy fought the pull of the drug. Kept her eyes focused, tried to keep her heart rate up, refused to let herself be sedated, "They're unsolved assassinations."

"Unsolved by the SSR, or the general public?"

"The public. The SSR does not always release such information."

Arnim smirked. "Of course not. And have you ever wondered why?"

She had, but she wasn't going to admit as much. Not to him. "Are you taking credit for these assassinations?"

"In a manner of speaking."

"Then you'd better kill me. Otherwise when I get out of here, I'll report this list to Central and they'll lock you up again. Deeper. Where no one will ever let you slither out again," she said with all the conviction she could muster, despite what he'd told her before.

"My dear girl, need I remind you who let me out in the first place?"

The projection on the wall changed to the memorial image of Steve. What they'd printed the day after he died. A promotional photo of him with his shield, looking stoic and not at all like Steve.

"Miss Carter, don't be so naive. The SSR is not a bastion of good. It never was. Rogers was an accident. They wanted an army of obedient soldiers, not one headstrong fool eager to throw his life away."

"You don't know a damn thing about him." Peggy swallowed, and pulled the slim laser back up into her palm. She'd have to bide her time, wait for him to step close. The laser was powerful, but very small. She have to hit a spot that would hurt and disable him, like his eye.

"No, I don't. But soon I will. Because you will tell me everything about him. Everything I want to know. We may have no more blood samples left to study, but you're the closest thing to his living diary, aren't you?"

She smiled bitterly. "James Barnes knew just as much, if not more."

Zola frowned. "He was...uncooperative." He shrugged. "I did not have the distinct advantage of Johann's skills at my disposal when we first found the sergeant. But now that I do, well..." His smile returned again, just as oily as before. "It's been much easier to get what we want from him."

The chair began to move, tilting back just an inch or two. A trill of panic shot through Peggy. Then she heard Howard scream, muffled through walls, but clearly him. "Howard doesn't know anything. Certainly not about Steve."

Zola laughed. "Not only is that a lie, Fräulein, but it doesn't matter. For Johann, Howard is a personal matter. He's not trying to acquire knowledge. He just wants him to suffer."

"Howard had nothing to do with what happened in Finow. It wasn't his fault."

"In that case, I had nothing to do with all those names," the doctor said. "But then, neither of us believe that, do we?

Hydraulics shifted right by Peggy's head and something heavy and metal settled on top of it. Peggy's heart raced, even as the drug tried to keep her body still. But her fear burned through the sedative, keeping her lucid. "Howard has powerful friends. If you kill him—"

"A man like him has far more enemies than friends, come now. You're smarter than that. Don't play me for a fool. You're just trying to stall."

Cold metal closed around the Peggy's temples and she shivered —not just from the temperature alone. "What exactly are you doing here, doctor?"

The doctor chuckled. "Uncovering the hidden pathways of the human mind, proving that everyone is malleable, and using that malleability to create the perfect soldier."

The vibrations in the back of the chair became a steady thrum.

"I would have preferred to just kill you. But you're right, we can't. To do so would draw attention to our work, and our work, by its nature, demands that we remain in the shadows—unrecognized for our magnificent achievements." He sighed. "But then again, fame was never my desire. Only knowledge."

"How noble of you."

"So you see, this is the only viable option." He pushed some levers nearby. The air began to smell like ozone—energy building. "Don't worry. Though the pain will be excruciating, you won't remember any of it. Or anything else from the last one hundred and forty-four hours."

Something crackled by her temples, scratched inside her skull, and she smelled the acrid odor of burnt hair.

"This will hurt, quite a lot."

The door clicked open again. Heavy boot steps entered and paused behind her.

"Soldat? Wieso bist du wach?"

The boot steps came closer, and other shoes—Zola's—scuffed, moving backwards.

"Gehen Sie sofort zurück."

Peggy's German was good enough to know not only what Zola was saying, but also that he was nervous. Whoever had entered the room was someone he feared, despite how casually he addressed them. She strained to sit, finger hovering over the button on her HeatRay.

"Wer ist Sie?" the newcomer asked. He stepped closer to Peggy. From the corner of her eye, she saw a glint of metal, and realized immediately who it was that had come.

"James!" she called out, not caring about repercussions. If she had a chance to reach him, she would, no matter the cost.

"Niemand. Sie ist niemand." Zola snapped, unnerved, Peggy noted, and afraid.

But the heavy boot steps came closer and then James was looking down at her, eyes sunken and missing all the spark they'd had once upon a time. He looked worse than he had after Austria. His hair and skin were damp and there were bits of ice stuck between the plates of his arm.

Whatever she'd done to the chamber had thawed him enough to wake him. "James," she said. "James, it's me, Peggy."

He blinked but showed no reaction, otherwise. A drop of water rolled from his temple down his cheek.

"Would you mind helping me out of this chair?" she asked. She kept her voice calm, the horror of the situation pushed aside, so she could focus on rapid analysis and tactical choices—a cool head was a necessity if she wanted to survive. It was what she'd relied on for years during the war.

"Who is James?"

"You are." She tried to catch his gaze. "Your name is James Buchanan Barnes. We served in the 107th infantry together, do you remember?"

His brow furrowed, the angle of his head tilting down as he leaned closer. His skin was terribly pale and sallow like he hadn't seen the Sun in years. He leaned closer still, inhaled deeply and said, "daffodils." It was barely more than a whisper, not meant for her, or anyone else, Peggy thought. When he straightened again, his eyes flicked down to her right cuff and paused there. He knew she'd burned through it. He looked up at her, curious, but much to Peggy's surprise, didn't say a word to Zola.

"My perfume," she said, a flutter of hope spurring her on, despite the exhaustion of fighting the chemical. Clutching onto that thread desperately she asked, "Do you remember Toulon?"

James shook his head.

"Argentan?" The memory was fresh in her mind at least, her subconscious feeding her the most painful memories of their time together. "Argentan, where you told us—that Steve—"

"He does not remember Captain Rogers, Fräulein," Dr. Zola interrupted. He walked in front of her, standing in front of the soldier, with an overly stiff posture, trying to present himself as calm and collected. Still in charge. The projector screen pulled up an image of Steve then—the promo photo with his shield. "Do you, soldier?" He pointed at the image on the wall

James looked from Zola to the photo of Steve.

"Do you recognize that man?"

James shook his head.

"You see, Miss Carter. Our methods are very thorough. We would not risk—"

"Of course he doesn't remember him. That's not Steve. That's Captain America." She turned her attention to James, hoping he'd focus on her again. "But you remember Steve, James, I know you do. You remember the daffodils, and Toulon and that night in Argentan."

James turned to her, brow furrowed.

"You're not a tin man, James."

His expression remained unreadable, but James seemed hesitant, and turned to the image of Steve on the wall. He walked closer, ran his finger around the shield, looking at Steve's face. He turned back to Peggy and said, "He's dead."

Peggy nodded, sorrow tightening her throat. "He sacrificed himself to save thousands."

"Soldat!" Zola snapped. "Gehen Sie sofort zurück oder sie werden als nächster im Stuhl sitzen!" His voice was loud, wavering with fear.

The door opened accompanied by the trampling of boots as the four guards filed into the room, weapons all aimed at James. "Is there a problem, Dr. Zola?"

"Bring him to room C, sedate him, and wait for me there," Zola said.

The guards moved towards James as one, and he turned, ready to comply, not an ounce of resistance in him.

"Steve is our heart, James," Peggy said, hoping that he'd hear her, and to her credit, she only choked a little. "But you were his, too."

James stopped, and the guards tugged at him, but he wouldn't move. Peggy watched the lines of his back straighten and square, and then he turned to look at her, realization clear in his widening eyes. When he spoke, his voice had the note of a rising memory, uncertain but irrepressible, "So were you." And then he _moved_. Nearly faster than she could follow, James rammed his elbow into the ribs of the soldier next to him, wrenched the rifle out of his hands and brought it crashing down on his skull. The other three soldiers took aim, but James was quicker, swinging the rifle back up into the jaw of the soldier to his right as he kicked out, knocking the other soldier across from him through the air. He collided against the far wall with a thump. The rifle was bent at an odd angle when James dropped it.

The last soldier looked shaken, but kept his rifle aimed at James and said, "Come with me."

James grabbed the nose of the rifle with his left hand and squeezed, leaving the end of it a misshapen lump.

The soldier stumbled back and then turned and fled.

Doctor Zola meanwhile had snuck up behind James and was holding something that looked a whole lot like a cattle prod.

"Look out!" Peggy shouted.

James whipped around, fist raised, but froze. He was shaking, like some invisible force was physically restraining him—keeping him from lashing out at Zola.

"That's right, soldier. You cannot harm me, it goes against your programming." Zola held the long metal rod up, a warning. "Go back to storage room C, now."

Peggy freed her hand, and fired the small laser at Zola's knee. He screamed, and fell to the ground clutching the smoking wound.

"Let us go doctor, or I'll put a hole through your shiny head," Peggy said, keeping the laser aimed at him.

James staggered back, away from the doctor, then turned to Peggy, confusion apparent on his face, like he clearly didn't know what to do next.

Howard screamed again from the next room. James didn't react at all, like screams were commonplace enough to not warrant notice.

"We need to get out of here."

James moved to her chair, slid his fingers under her left cuff and snapped the binds like they were rubber bands. Then he reached down and freed her legs just as easily.

"You will pay severely for your disobedience, soldier," Zola hissed from his spot on the floor.

James looked at him, but then turned back to Peggy and pulled the clamps away from her head. She pushed herself up out of the chair and immediately grabbed for its frame as the world started spinning. The propofol was still in her system. A heavy hand tentatively touched her shoulder. "I'm fine," she said, leaning down to pick up a rifle. "Let's go."

James grabbed the other gun and walked out the door.

"Verdammt," Zola cursed under his breath. "You won't get far, Miss Carter. I promise you."

Howard's screams grew louder as they got closer to the next door down the hall. Peggy held up her hand, signaling for James to wait and peered through the small window in the door.

Howard was strapped to a twin of the chair Peggy had been confined to, but there were no metal clamps surrounding his head. He was screaming, eyes wide open and he looked terrified.

"Your fault, Howard. Your doing," Fennhoff said, and even though his back was turned towards them, Peggy could hear the malice in his voice, practically see it in his posture.

Peggy carefully tested the doorknob, but it was locked. She reached into her breast pocket, pulled out the earplugs and held them out to James. "He can't get into your head if you're wearing these."

"He's already been in my head," James said.

"Then let's not give him a chance to get in again."

James nodded and slipped the earplugs in.

 _One, two, three,_ Peggy counted off with her fingers, as she stepped aside, and James moved in front of the door. His kick not only broke the door open, but sent it flying off its hinges.

Peggy scanned the room quickly. There was a tray next to Howard's chair —the kind that normally held surgical supplies, but on them were three of the objects Howard had brought to sell. A small box —a device for measuring life signs, she remembered, a cylinder whose purpose she couldn't recall and a gun—he'd never told her what made the gun so special, just that it could be fired only once.

The doctor looked at them, annoyance written on his features. Annoyance, but not a trace of fear. "Miss Carter, I'm quite busy." He looked up at James for a half-second, nothing more. "Stand down, soldier."

James took a step closer, hands clutching the rifle.

"Soldier, stand down," Dr. Fennhoff repeated, a hair louder.

James lifted the rifle and aimed it at Fennhoff's head. He was shaking--fine tremors running through his whole broad frame.

"Let Howard go," Peggy said, aiming her rifle as well.

"I think not," Fennhoff said standing. Howard was all but unmoving in the chair, the rise and fall of his chest the only sign that he was still alive.

"Focus Miss Carter, remember what I told you before," Fennhoff said. That odd hum of his voice slithered back into Peggy's mind, making the room fold in on itself until all she could see was him. "Now, shoot him," the doctor said, pointing behind her shoulder.

Peggy's body moved to comply before her mind could intervene. She'd prepared as best she could to, dug her nails deep enough into her palm to draw blood. But his voice now, combined with the grooves the ring had left in her psyche, and spurred on by the remnants of the drug, made her start to lose her grip on her own mind. The net of Fennhoff's will tightened around her, and she aimed the rifle at James' head, saw him aim his gun at her. They stood there, the both of them locked impotently, as they tried to fight against Fennhoff's will.

James' nose started trickling blood and he made a pained noise as he collapsed to his knees, eyes rolling back into his head.

The movement broke through to Peggy's nervous system, sent her heart racing as concern for James overrode her brain's dictate to obey Fennhoff. She managed to turn herself around, aim the gun at the doctor, but her finger wouldn't move the trigger, stuck, cramped and useless.

"Fine, I'll do it myself," Johann said. "Howard deserves my full attention, I don't care to have it interrupted by the likes of you. For all his arrogance, he is right about one thing—he is no ordinary man." Fennhoff's mouth twisted with anger. "He is the angel of death. But I am the instrument of divine justice, and today he pays for his crimes."

He took the gun from Peggy's hands, and she let him, couldn't do a thing to stop him. He aimed the gun at James, pointed the nuzzle at James' head. "Arnim will be disappointed I killed his pet, but this _soldier_ is far more trouble than he's worth." His finger moved to the trigger.

And something inside of Peggy screamed. She grabbed the small gun off the metal tray next to Howard's chair, and turned towards the doctor, firing with her eyes closed, the only way she could hope to get a shot off at him.

Fennhoff screamed, and it faded in the most peculiar way, like the air was being sucked out of the room along with his voice. She forced her eyes open just in time to see his hand —all that was left of him—disappear in a flash of blue. The gun was glowing bright red, hot to the touch, so she dropped it and rushed to James' side.

His shoulder tensed when she grabbed it and he pushed himself away and back quickly, eyes wide and uneasy.

"It's okay," Peggy said. She pointed to her ears, indicating he should take the earplugs out. "Fennhoff is gone," she added, pointing at the gun on the floor.

James pushed himself unsteadily to his feet.

Peggy turned her attentions back to the chair. "Howard," Peggy said, laying her hand gently on top of his. He was shaking, sweat through completely, and his skin felt clammy to the touch. He jerked back as his eyes flew open. "Peg?"

Peggy nodded. "We need to get out of here."

"Where are we?"

"Nowhere good." She felt around the edges of the chair until she found the release switches for the straps holding down his arms and legs and freed him. She undid the last strap from around his ankle, helped Howard out of the chair and turned him towards the door. But he was staring at the wall, expression stunned and horrified.

"Howard, you remember Sergeant James Barnes of the 107th."

Howard's response came out in a stutter. "I-I Y-yes. Yes of course."

James stared at him and blinked slowly, deliberately. "Stark. You made Steve's shield."

"Yeah and I made—" Howard cut himself off. "That's right. I made his shield." Howard's eyes fell on the tray. He picked up the small grey box and the cylinder, then turned back to Peggy, noted the gun in her hand. "Did you... _use_ that?"

"Yes. On Fennhoff. It vaporized him."

"Not exactly," Howard said.

"He disappeared."

"It's a temporal displacer. But I've never been able to calibrate it right."

"Meaning what, exactly?" Peggy asked. "He's still alive?"

"Possibly, but he won't be bothering us anymore, that's for sure."

"Where did I send him?"

"When," James said.

"What?" Peggy asked, staring at James.

"Exactly," Howard said. "Well it's useless now, at any rate, but we can't leave it here."

Peggy holstered the gun. "What's the cylinder do?"

"Remote detonator for a modified nitramene bomb. Drop the core, it stays inert until you push the button on top of the trigger, but I rigged it." He grinned. "You'd need a thousand pounds of pressure to get that button to budge."

"Would've been a good weapon," James said. He sounded disappointed.

"Yeah, but not if they had it."

"Agreed." She'd seen what kind of damage nitramene could do. "Can you walk?" Peggy asked, holding her hand out to Howard. "I imagine we're going to have company very soon."

"Of course I can walk," Howard said, pushing himself to his feet. He promptly slumped forward. Peggy caught him just before he hit the floor.

James stepped closer to them, slung his rifle back over his shoulder, bent his knees and picked Howard up in a fireman's carry.

The hallway was suspiciously empty. Perhaps no one else had had a chance to sound alarms. Or it was a trap. Peggy was betting on the latter. She kept the rifle in her hands, and walked backwards as James carried Howard to the stairwell. They nearly made it to the door, which burst open just before they reached it, half a dozen soldiers spilling out, all of them firing.

James quickly set Howard down behind him, where he collapsed into a heap.

Peggy moved to stand next to James and both of them fired into the crowd, taking down one, two, then three of the soldiers with ease.

The remaining three moved in closer, but James delivered a swift kick to one, and Peggy took down the other with a shot to the head. The last guard hesitated for a moment, like he'd thought better of it, but James didn't give him a chance, and elbowed him in the head, knocking him down.

Peggy grabbed for the stairwell door again. It looked clear. She signaled to James who scooped Howard up in his arms and ran after her.

They raced to the ground floor, disposing of two more guards along the way, but came to a full stop at the door that led outside. The hallway had four patrolmen, and a fifth—thing. It was a hulking metal construct Peggy could only assume was a robot, either that or an armored suit designed to keep the human inside completely obscured.

The first three soldiers went down easily enough, but Peggy ran out of ammo after that. James seemed to have as well. He deflected the bullets from the soldier and the laser shots from the armored mass, bullets and laser-shots alike bouncing off of his metal arm, then ran headfirst into the last soldier, head-butted him into the robot, knocking them both down. The robot made an impressively loud crash when it hit the ground and didn't look like it was getting up anytime soon.

James grabbed two handguns from the fallen soldiers and tossed one of the guns to Peggy. She checked the ammunition, not much left, but hopefully enough to get them outside. After that they'd need a new strategy.

"Howard," Peggy said, trying to get him back to consciousness, "The helicopter. I need you to call it, or tell me how."

Howard blinked up at her, eyes unfocused.

"We have to get out of here, now!"

Howard rolled back his sleeve and pushed down on the faceplate of his watch. "Five minutes, it'll be just outside waiting for us."

James leaned down to pick Howard up again and Peggy turned back, nearly missing the glint of metal from the far end of the hall. "Look out!" She shouted.

Turning swiftly, James shoved Howard back at her, sending her stumbling back several feet.

She caught herself against the wall while James positioned himself in front of them. There was another robot at the end of the hall, firing at them double-handed, bullets from one gun, bursts of laser from the other. The bullets pinged off James' arm as he deflected one shot after the next. Another soldier came out of a side door. Peggy focused on him, as James stayed on the robot.

Peggy moved backwards one step at a time until her rear hit the door. She pushed it open, relieved and impressed by the sound of helicopter blades so close to her.

"Three minutes," Howard said.

"Sorry?"

"We have three minutes to get onboard before the helicopter starts its self-destruct sequence." Howard slid the small grey square out of his breast-pocket. "We have to get this into the control panel in three minutes, but until then..." He cracked a smile as he slid the square back into his pocket. "...we have air support."

"What?"

"Wasn't sure what was going to happen here. Wanted to make sure we had a backup weapon."

Peggy blinked at him. "Okay, then let's get a move on."

She checked the courtyard, and found it empty save for two guards heading towards the helicopter.

Peggy aimed and fired at one of the guards but her gun clicked empty. "I'm out of ammunition," she hissed at Howard.

"No worries," he said, just as the helicopter opened fire on the guards.

She looked over her shoulder where James was still firing. There were at least three if not four of the armored guards lumbering towards them. He got through the door and slammed it shut, pressing himself against it.

"James we have to go." Peggy shouted.

"Go on! I'll catch up!" he yelled back. "They're gonna take the door down, but I can still buy you some time!"

"We won't leave without you!" Peggy's instincts were screaming at her to pull him away, but she knew she'd lose that battle, so she dragged Howard forward. The helicopter's Gatling gun had cleared their path and as soon as they got within a foot of the aircraft, a ladder lowered itself.

"You first," she said to Howard. "No arguments."

"Yes ma'am," Howard said as he began to drag himself up the ladder.

Peggy risked another look at the building's exit. James still had his body pressed against the door. His boots had carved deep grooves into the ground, where he'd dug himself in to hold back the door. There was a loud thump and another, which shook him along with the building, but he stayed doggedly where he was.

"One minute!" Howard called down. "Then I have to take us out of here."

"James!" Peggy shouted as she grabbed hold of the ladder.

James looked back at her, and she could've sworn she saw a smile on his face. His voice from a night long ago echoed in her head, _"I'm not making it out of here,"_  He held up his right hand, flesh and blood fingers wrapped around a black cylinder. He'd taken it from Howard. James tightened his grip on the cylinder and slammed his left hand down on top of it. The nitramene exploded in its telltale shower of blinding yellow light. Peggy couldn't hear herself scream through the noise, but she felt it tear through her along with the force of the bomb. Then the building and the earth surrounding it heaved as the force of the implosion pulled it all impossibly inwards. When the smoke began to clear, most of the building was gone, along with James.

"Peggy!" Howard called down. "You've got twenty seconds!

For a moment, her hands were frozen in place—knuckles white as she pried them loose and forced herself to climb, horror heavy in her gut. She stayed by the door once she climbed onboard, and couldn't tear her eyes away from the twisted rubble of the building. The helicopter climbed higher and higher until all she could see was a small black dot.

#

"What if he's still alive?" Peggy asked Howard again. She couldn't shake the image of his unconscious form--of those sad, lost eyes.

"Even if he survived a blast like that, you think they'll let him live after what he did?" Howard shook his head. "He's gone, Peg. He sacrificed himself so we could get away. No wonder Steve loved him like a brother."

Peggy swallowed. "We have to tell someone."

"Who are we going to tell?" Howard said it quietly, but she could feel the anger there, the sorrow. "The SSR knew about this place. They knew about Zola. About—" He looked out the window. "—about Fennhoff."

"Are you all right, Howard? I know how that madman can get into your head."

"He didn't have to. He just made me relive what I'd done. What my inventions have done."

"It wasn't your fault."

"That's not true." Howard folded his hands together, rubbing at his knuckles. "What happened in Madripoor wasn't Barnes' fault. Those bastards scooped out all his morals right along with his free will. But me?" He scoffed. "I knew what I was doing when I made midnight oil, when I made eight new kinds of explosives. But I didn't stop. And every time I made something awful, I knew I should've destroyed it right there but I didn't. My pride wouldn't let me. Fennhoff is who he is because of me. Barnes is..." His voice broke off. "Because of me."

"No." Peggy's head was pounding. She felt that sometime soon she'd like to collapse and weep until she had no more tears left, but for now, anger fueled her, kept her calm because she had to think clearly, for just a little while longer. "Howard, none of this is your fault, and we will not let those bastards get away with what they've done, we _will_ stop them. If the SSR won't help, then we'll just have to find another way."

"How?" He asked. "What are we going to do, exactly? Tell the newspapers about Barnes?"

"If that's what it takes."

"And you know what story they'll tell? On every radio show, in every rag from one coast to the other? A horror story about a soldier that got turned into a killing machine. And then no one will remember James Barnes, the war hero. All they'll remember is—"

"A killer," she finished. "You're right. He deserves better." She took a deep, slow breath, closed her eyes and pictured Steve and James kissing, the way they smiled at her when they pulled her in close. "We tell no one. Let him be remembered for who he really was. A hero. I will not give men like Zola the satisfaction of anything else."

"You think Zola's still alive?" Howard asked. "The baron?"

Peggy shook her head. "If there's justice in the world, then the explosion took them too. But if not..." She put her hands on top of Howard's. "If not, then we come back— _we_ bring them to justice."

Howard sighed, and he looked so weary. Fennhoff had gotten under his skin. "How can you still believe that, after what we found here?"

The answer stuck in Peggy's throat. "Because we owe it to James and to Steve." She looked out the window, at the horizon tinged red with the approaching dawn. They'd lived to see another day, and she was determined to make the most of it. Peggy squared her shoulders, drew up the memory of Steve and James until it was so strong she could practically feel them sitting next to her. "We've lost so many great heroes. Steve was one of them, but more than that, he was a symbol of hope. _That's_ what this world needs. We can't bring him back, but we can give the world something new to believe in."

Howard smiled at her, weary but hopeful, "What do you have in mind?"

"We give them a new shield."


	3. Chapter 3

**Summary for the Chapter:**

> update: this work is now part of a series

This fic is now part of a series!  
The sequel [All We Monsters](http://archiveofourown.org/works/8885572) is posted.  
A third piece (Bucky POV) is in the works.  
If you'd like to receive notifications when the next piece is posted, please subscribe to [the series](http://archiveofourown.org/series/608260)!


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